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EXHIBIT (5)(a)(3)
NASL SERIES TRUST
AMENDMENT TO ADVISORY AGREEMENT
AMENDMENT made this 1st day October, 1996, to the Advisory
Agreement dated January 1, 1996, as amended June 20, 1996 between NASL Series
Trust, a Massachusetts business trust (the "Trust") and NASL Financial
Services, Inc., a Massachusetts corporation ("NASL Financial" or the
"Adviser"). In consideration of the mutual covenants contained herein, the
parties agree as follows:
1. CHANGE IN APPENDIX A
Appendix A to this Agreement is revised to reflect the reduction in
the advisory fee for the Blue Chip Growth Portfolio (formerly, the
Pasadena Growth Portfolio) from .975% to .925% as set forth in
Appendix A to this Amendment.
2. EFFECTIVE DATE
This Amendment shall become effective with respect to the Blue Chip
Growth Portfolio on the date of its execution.
NASL SERIES TRUST
BY:
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NASL FINANCIAL SERVICES, INC.
BY:
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APPENDIX A
1. Global Equity Trust: .90% of the current net assets of the Portfolio.
2. Blue Chip Growth Trust: .925% of the current net assets of the
Portfolio.
3. Equity Trust: .75% of the current net assets of the Portfolio.
4. Value Equity Trust: .80% of the current net assets of the Portfolio.
5. Growth and Income Trust: .75% of the current net assets of the
Portfolio.
6. Strategic Bond Trust: .775% of the current net assets of the
Portfolio.
7. Global Government Bond Trust: .80% of the current net assets of the
Portfolio.
8. Investment Quality Bond Trust: .65% of the current net assets of the
Portfolio.
9. U.S. Government Securities Trust: .65% of the current net assets of
the Portfolio.
10. Money Market Trust: .50% of the current net assets of the Portfolio.
11. Aggressive Asset Allocation Trust: .75% of the current net assets of
the Portfolio.
12. Moderate Asset Allocation Trust: .75% of the net assets of the
Portfolio.
13. Conservative Asset Allocation Trust: .75% of the net assets of the
Portfolio.
14. International Growth and Income Trust: .95% of the net assets of the
Portfolio.
15. Small/Mid Cap Trust: 1.0% of the net assets of the Portfolio.
16. International Small Cap Trust: 1.10% of the net assets of the
Portfolio.
17. Growth Trust: .85% of the net assets of the Portfolio.
The Percentage Fee for each Portfolio shall be accrued for
each calendar day and the sum of the daily fee accruals shall
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be payable monthly to the Adviser. The daily fee accruals will be computed by
multiplying the fraction of one over the number of calendar days in the year by
the applicable annual rate described in the preceding paragraph, and
multiplying this product by the net assets of the Portfolio as determined in
accordance with the Trust's prospectus and statement of additional information
as of the close of business on the previous business day on which the Trust was
open for business.
If this Agreement becomes effective or terminates before the
end of any month, the fee for the period from the effective date to the end of
such month or from the beginning of such month to the date of termination, as
the case may be, shall be prorated according to the proportion which such
period bears to the full month in which such effectiveness or termination
occurs.
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APPENDIX B
The Expense Limit for each Portfolio for the purposes of
paragraph 2.d.i(C) shall be:
Portfolio Percent
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Blue Chip Growth Trust .50%
Value Equity Trust .50%
Equity Trust .50%
Growth and Income Trust .50%
Conservative Asset Allocation Trust .50%
Moderate Asset Allocation Trust .50%
Aggressive Asset Allocation Trust .50%
Global Equity Trust .75%
Global Government Bond Trust .75%
Strategic Bond Trust .50%
U.S. Government Securities Trust .50%
Investment Quality Bond Trust .50%
Money Market Trust .50%
International Growth and Income Trust .75%
Small/Mid Cap Trust .50%
International Small Cap Trust .75%
Growth Trust .50%
